SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 10-Q

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(MARK ONE)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2003 or
 [  ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM ___________ TO  _____________
Commission file number 0-12254



SCIENTIFIC TECHNOLOGIES INCORPORATED



|Oregon                                                         | 77-0170363                             
|-------------------------------------------------------------- | ---------------------------------------
|(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number)

6550 Dumbarton CircleFremont, CA     94555

(510) 608-3400







Check whether the issuer (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file reports), and (2) has been subject to such filing
requirements for the past 90 days.    YES [X] NO [   ],

Indicate by check mark whether the registrant is an accelerated filer
 (as defined in Rule 12b-2 of Act). Yes [  ]    NO [X]

Common stock outstanding as of July 31, 2003 was 9,700,672 shares.









SCIENTIFIC TECHNOLOGIES INCORPORATED

                           Quarter Ended June 30, 2003
                                     INDEX



|PART I.   Financial Information                                                                                          | Page No.
|------------------------------------------------------------------------------------------------------------------------ | --------
|                                                                                                                         |         
|Item 1.   Financial Statements
                  (unaudited):                                                            |         
|                                                                                                                         |         
|Condensed Consolidated Balance Sheets as of
          
     June 30, 2003 and December 31, 2002                          | **      
|                                                                                                                         |         
|Condensed Consolidated Statements of Operations for the
          
    Three and Six Months ended June 30, 2003 and 2002 | **      
|                                                                                                                         |         
|Condensed Consolidated Statements of Cash Flows for the
          
    Six Months ended June 30, 2003 and 2002           | **      
|                                                                                                                         |         
|Notes to Condensed Consolidated Financial Statements                                                                     | **      
|                                                                                                                         |         
|Item 2.   Management's Discussion and Analysis of Financial
                      Condition and Results of Operations    | **      
|                                                                                                                         |         
|Item 3.   Quantitative and Qualitative Disclosures About Market Risk                                                     | **      
|                                                                                                                         |         
|Item 4.   Controls and Procedures                                                                                        | **      
|                                                                                                                         |         
|PART II.  Other Information                                                                                              |         
|                                                                                                                         |         
|Item 4. Submission of Matters to a Vote of Security Holders                                                              | **      
|                                                                                                                         |         
|Item 6.   Exhibits and Reports on Form 8-K                                                                               | **      
|                                                                                                                         |         
|Signatures                                                                                                               | **      

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PART 1 - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

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SCIENTIFIC TECHNOLOGIES INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEET

(Unaudited, in thousands, except for per share data)

|Assets                               | Jun. 30, 2003 | Dec. 31, 2002
|------------------------------------ | ------------- | -------------
|Current assets:                      |               |              
|Cash and cash equivalents            | $ 2,140       | $ 2,620      
|Accounts receivable, net             | 7,864         | 7,636        
|Inventories                          | 9,816         | 8,719        
|Deferred income taxes                | 2,380         | 2,380        
|Receivable from Parent               | 759           | 384          
|Other current assets                 | 500           | 527          
|Total current assets                 | 23,459        | 22,266       
|                                     |               |              
|Property and equipment, net          | 3,999         | 3,725        
|Goodwill and other intangible assets | 10,960        | 11,593       
|Other assets                         | 308           | 308          
|Total assets                         | $38,726       | $37,892      

Liabilities and Shareholders' Equity

|Current liabilities:                         |        
|-------------------------------------------- | -------
|Accounts payable                             | $ 3,316
|Accrued expenses                             | 2,952  
|Current portion of capital lease with Parent | 68     
|Total current liabilities                    | 6,336  
|                                             |        
|Capital lease with Parent                    | 198    
|Deferred income taxes                        | 2,064  
|Total liabilities                            | 8,598  

Shareholders' equity:

|Common stock; $.001 par value; 100,000 shares
   authorized; 9,701 and 9,687 shares issued and
   outstanding | 10      | 10     
|------------------------------------------------------------------------------------------------------------- | ------- | -------
|Capital in excess of par value                                                                                | 5,761   | 5,681  
|Retained earnings                                                                                             | 24,357  | 24,059 
|Total shareholders' equity                                                                                    | 30,128  | 29,750 
|Total liabilities and shareholders' equity                                                                    | $38,726 | $37,892

The accompanying notes are an integral part of these
financial statements.

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SCIENTIFIC TECHNOLOGIES INCORPORATED

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited, in thousands, except per share data)

|                                                           | For the three months ended
|---------------------------------------------------------- | --------------------------
|                                                           | Jun. 30, 2003             
|                                                           |                           
|Sales                                                      | $14,273                   
|                                                           |                           
|Cost of sales                                              | 8,127                     
|                                                           |                           
|Gross profit                                               | 6,146                     
|                                                           |                           
|Operating expenses:                                        |                           
|Selling, general and administrative                        | 4,504                     
|Research and development                                   | 1,155                     
|Amortization of intangible assets                          | 170                       
|Total operating expenses                                   | 5,829                     
|                                                           |                           
|Income from operations                                     | 317                       
|                                                           |                           
|Interest and other income, net                             | 18                        
|                                                           |                           
|Income before income taxes                                 | 335                       
|                                                           |                           
|Provision for income taxes                                 | 127                       
|                                                           |                           
|Net income                                                 | $208                      
|                                                           |                           
|Net income per share:                                      |                           
|Basic and diluted                                          | $ 0.02                    
|                                                           |                           
|Shares used to compute net income per share:
Basic
Diluted | 9,700
9,723               
|                                                           |                           

The accompanying notes are an integral part of these financial
statements.

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SCIENTIFIC TECHNOLOGIES INCORPORATED

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited, in thousands, except per share data)

|                                                           | For the six months ended
|---------------------------------------------------------- | ------------------------
|                                                           | Jun. 30, 2003           
|                                                           |                         
|Sales                                                      | $27,233                 
|                                                           |                         
|Cost of sales                                              | 15,541                  
|                                                           |                         
|Gross profit                                               | 11,692                  
|                                                           |                         
|Operating expenses:                                        |                         
|Selling, general and administrative                        | 8,588                   
|Research and development                                   | 2,328                   
|Amortization of intangible assets                          | 335                     
|Total operating expenses                                   | 11,251                  
|                                                           |                         
|Income (loss) from operations                              | 441                     
|                                                           |                         
|Interest and other income, net                             | 39                      
|                                                           |                         
|Income (loss) before income taxes                          | 480                     
|                                                           |                         
|Provision for (benefit from) income taxes                  | 182                     
|                                                           |                         
|Net income (loss)                                          | $298                    
|                                                           |                         
|Net income (loss) per share:                               |                         
|Basic and diluted                                          | $ 0.03                  
|                                                           |                         
|Shares used to compute net income per share:
Basic
Diluted | 9,695
9,729             
|                                                           |                         

The accompanying notes are an integral part of these financial
statements.

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SCIENTIFIC TECHNOLOGIES INCORPORATED

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited, in thousands)



|                                                   | For the six months ended
|-------------------------------------------------- | ------------------------
|                                                   | Jun. 30, 2003           
|                                                   |                         
|Cash flows from operating activities               |                         
|Net income (loss)                                  | $ 298                   
|Adjustments to reconcile net income (loss) to cash |                         
|provided by operating activities:                  |                         
|Depreciation and amortization                      | 1,327                   
|Changes in assets and liabilities:                 |                         
|Accounts receivable                                | (228)                   
|Inventories                                        | (1,097)                 
|Receivable from Parent                             | (375)                   
|Other assets, current and non-current              | 27                      
|Accounts payable                                   | 374                     
|Accrued expenses                                   | 116                     
|Cash flows provided by operating activities        | 442                     
|                                                   |                         
|Cash flows from investing activities               |                         
|Purchase of property and equipment                 | (968)                   
|Cash flows used in investing activities            | (968)                   
|provided by                                        |                         
|Cash flows from financing activities               |                         
|Repayment of capital lease with Parent             | (34)                    
|Issuance of common stock                           | 80                      
|Cash flows provided by financing activities        | 46                      
|                                                   |                         
|Change in cash and cash equivalents                | (480)                   
|                                                   |                         
|Cash and cash equivalents at beginning of period   | 2,620                   
|Cash and cash equivalents at end of period         | $2,140                  

Supplemental disclosure of cash flow information:



|Cash paid to (received from) Parent for income taxes | $182 | $(40)
|---------------------------------------------------- | ---- | -----

The accompanying notes are an integral part of these financial
statements.

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SCIENTIFIC TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. INTERIM FINANCIAL STATEMENTS

The accompanying condensed consolidated financial
statements for the three and six months ended June 30, 2003 and 2002 are
unaudited and have been prepared in accordance with generally accepted
accounting principles in the United States of America and in accordance with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by generally accepted
accounting principles in the United States of America for complete financial
statements. In the opinion of management, the unaudited condensed consolidated
financial statements reflect all adjustments, consisting only of normal
recurring adjustments, considered necessary to present fairly the financial
position, results of operations and cash flows of Scientific Technologies Inc.
(the "Company") and its subsidiaries for all periods presented.

To prepare these condensed consolidated financial
statements in conformity with generally accepted accounting principles,
management of the Company has made a number of estimates and assumptions
relating to the reporting of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the financial statements and
revenue and expenses during the reporting period. Actual results could differ
from those estimates.

The results of operations are not necessarily indicative
of the results to be expected in the future or for the full fiscal year. It is
recommended that these condensed consolidated financial statements be read in
conjunction with the Company's audited consolidated financial statements and the
notes thereto included in its 2002 Annual Report on Form 10-K.

Recent Accounting Pronouncements

In November 2002, the Emerging Issues Task Force, or EITF,
reached a consensus on Issue No. 00-21, "Revenue Arrangements with Multiple
Deliverables." EITF Issue No. 00-21 provides guidance on how to account for
arrangements that involve the delivery or performance of multiple products,
services and/or rights to use assets. The provisions of EITF Issue No. 00-21
will apply to revenue arrangements entered into in fiscal periods beginning
after June 15, 2003. The Company believes that the adoption of this standard
will have no material impact on its financial statements.

In January 2003, the FASB issued Interpretation No. 46
("FIN No. 46") "Consolidation of Variable Interest Entities." Until this
interpretation, a company generally included another entity in its consolidated
financial statements only if it controlled the entity through voting interests.
FIN No. 46 requires a variable interest entity to be consolidated by a
company if that company is subject to a majority of the risk of loss from the
variable interest entity's activities or entitled to receive a majority of the
entity's residual returns. The Company does not expect its adoption of
FIN 46 to have a material impact on its consolidation financial
statements.

In May 2003, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 150, "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities and
Equity". SFAS No. 150 establishes standards for how an issuer classifies and
measures certain financial instruments with characteristics of both liabilities
and equity. SFAS No. 150 requires that an issuer classify a financial instrument
that is within its scope as a liability (or an asset in some circumstances).
SFAS No. 150 is effective for financial instruments entered into or modified
after May 31, 2003, and otherwise is effective at the beginning of the first
interim period beginning after June 15, 2003. The Company believes that the
adoption of this standard will have no material impact on its financial
statements.

2. STOCK-BASED COMPENSATION

Statement of Financial Accounting Standards No. 148,
issued in December 2002, amends SFAS No. 123 to require that disclosures of
the pro forma effect of using the fair value method of accounting for
stock-based employee compensation be presented on a quarterly basis and displayed more
prominently and in a tabular format. The following table sets forth the effect
on the Company's net income (loss) and net income (loss) per share as if the
Company had recorded compensation costs based on the estimated grant date fair
value as defined by SFAS No. 123 for its stock-based awards (in thousands,
except per share amounts).



|                                                                                                          | Six Months Ended June 30, | 
|--------------------------------------------------------------------------------------------------------- | ------------------------- | 
|                                                                                                          | 2003                      | 
|                                                                                                          |                           | 
|Net income (loss), as reported                                                                            | $ 298                     | 
|Add: Stock-based employee compensation expense
   included in reported net income (loss)                  | -                         | 
|Deduct: Stock-based employee compensation expense
   determined under fair value based method, net of tax | 45                        | 
|Pro forma net income (loss)                                                                               | $253                      | 
|                                                                                                          |                           | 
|Net income (loss) per share - basic and  diluted:                                                         |                           | 
|As reported                                                                                               | $0.03                     | 
|Pro forma                                                                                                 | $0.03                     | 

3. INVENTORIES

Inventories consist of the following (In thousands):

|                | Jun. 30, 2003 | Dec. 31, 2002
|--------------- | ------------- | -------------
|Raw materials   | $4,852        | $4,501       
|Subassemblies   | 1,101         | 1,016        
|Work in process | 1,605         | 1,043        
|Finished goods  | 2,258         | 2,159        
|                | $9,816        | $8,719       

4. NET INCOME (LOSS) PER SHARE

A reconciliation of the numerators and denominators used to
compute basic and diluted net income (loss) per common share is provided below.



|                                                  | (In thousands) |       
|------------------------------------------------- | -------------- | ------
|                                                  | Income (loss)  | Shares
|Three months ended June 30, 2003                  |                |       
|Basic earnings per share calculation              | $ 208          | 9,700 
|Effect of dilutive securities
      Stock options |                | 23    
|Diluted earnings per share calculation            | $ 208          | 9,723 
|Three months ended June 30, 2002                  |                |       
|Basic earnings per share calculation              | $ 143)         | 9,675 
|Effect of dilutive securities
      Stock options |                | 4     
|Diluted earnings per share calculation            | $ 143          | 9,679 
|Six months ended June 30, 2003                    |                |       
|Basic earnings per share calculation              | $ 298          | 9,695 
|Effect of dilutive securities
      Stock options |                | 34    
|Diluted earnings per share calculation            | $ 298          | 9,729 
|Six months ended June 30, 2002                    |                |       
|Basic and diluted loss per share calculation      | $ (64)         | 9,672 

5. COMPREHENSIVE INCOME (LOSS)

For the three and six months ended June 30,2003 and 2002, there is no significant difference between net income
(loss) and comprehensive income (loss).

6. SEGMENT REPORTING AND OTHER INFORMATION

Financial information for each product group is as
follows: (in thousands)



|                       | Three months ended
|---------------------- | ------------------
|                       | June 30,          
|Safety Products        | 2003              
|Sales                  | $11,853           
|Group operating profit | 793               
|                       |                   
|Automation Products    |                   
|Sales                  | $ 2,420           
|Group operating loss   | (476)             
|                       |                   





|                       | Six months ended
|---------------------- | ----------------
|                       | June 30,        
|Safety Products        | 2003            
|Sales                  | $22,931         
|Group operating profit | 1,354           
|                       |                 
|Automation Products    |                 
|Sales                  | $ 4,302         
|Group operating loss   | (913)           
|                       |                 
|                       | At              
|                       | Jun. 30         
|Total Assets           | 2003            
|Safety Products        | $30,851         
|Automation Products    | 7,875           
|Total                  | $ 38,726        

The Company operates principally in the United States.
The Company's operations in Germany are less than 10% of total operations. Sales
to foreign customers represented less than 10% of total sales in the three and
six months ended June 30, 2003 and 2002.

7. COMMITMENT AND CONTINGENCIES

The Company offers warranties on certain products and records
a liability for the estimated future costs associated with warranty claims,
which is based upon historical experience and the Company's estimate of the
level of future costs. A reconciliation of the changes in the Company's warranty
liability follows (in thousands):

For the three months ended June 30, 2003

|Warranty accrual at April 1, 2003 | $241
|--------------------------------- | ----
|Accruals for warranties issued    | 40  
|Expenses incurred                 | (53)
|Warranty accrual at June 30, 2003 | $228

For the six months ended June 30, 2003

|Warranty accrual at January 1, 2003 | $241 
|----------------------------------- | -----
|Accruals for warranties issued      | 96   
|Expenses incurred                   | (109)
|Warranty accrual at June 30, 2003   | $228 

As permitted under Oregon law the Company has agreements
whereby the Company indemnifies its officers and directors for certain events or
occurrences while the officer or director is, or was serving at the Company's
request in such capacity. The indemnification term is for the period that the
officer or director is serving in such capacity or is subject to any possible
claim or action by reason of the fact that the Indemnitee was serving in that
capacity. The maximum potential amount of future payments by the Company could
be unlimited; however the Company has a director and officer insurance policy
that limits the Company's exposure and enables the Company to recover a portion
of any future amounts paid. As a result of the insurance policy coverage, the
Company believes that the estimated fair value of these agreements is
minimal.



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

This interim report on Form 10-Q contains trend analysis
and other forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Such statements include expectations, beliefs, intentions or strategies
regarding future operating results, future expenditures, future cash
requirements, future impact of the relocation of the PSI-Tronix division and
future industry conditions that involve risks and uncertainties. The Company's
actual results could differ materially from those projected in such forward-looking
statements as a result of many factors, including, without limitation,
those set forth under this section, the section entitled "Business Factors"
below and elsewhere in this report on Form 10-Q.

Results of Operations

(Amounts in thousands, except percentages)

Scientific Technologies Incorporated designs,
manufactures and distributes automation safeguarding and specialty sensor
products for the industrial control market. The Company's products include
safety light guards, profiling scanners, factory automation sensors, controls,
components, microcomputers, fiber optics, power monitoring devices, safety mats,
pressure, displacement and velocity transducers, digital pressure gauges and
comparators and other electronic equipment supplied to industrial automation,
commercial and defense customers.

Sales for the three months ended June 30, 2003
increased 11% to $14,273 from $12,829 in the comparable period in 2002. Sales
for the six months ended June 30, 2003 increased 13% to $27,233 from $24,058 in
the same period in 2002. The Safety Products Group sales grew 10% and 14% for
the three and six months ended June 30, 2003, while the Automation Products
Group sales grew 18% and 12% % for the three and six months ended June 30, 2003,
compared to the same periods in 2002.

Gross margin as a percentage of sales declined to 43% for
the three months ended June 30, 2003 compared to 44% for the comparable period
in 2002. Year to date gross margin remained constant at 43% of sales in both
periods. During the second quarter of 2003 we experienced a change in the mix of
products sold by both groups to products bearing a higher relative cost of
sales. In addition, service revenue from our Dunn Sales operations, which
carries a lower gross margin than our other products, represented a larger
proportionate share of our total sales in 2003 compared to 2002.

Selling, general and administrative expenses for the
three and six months ended June 30, 2003 increased 14% and 13% to $4,504 and
$8,588 from $3,952 and $7,581 in the same periods of 2002. This was the result
of increased costs associated with our increased revenue, costs related to the
relocation and combining of our Tulare, California operations with our current
facility in Logan, Utah and increased premiums on our business insurance. As a
percentage of sales for the three and six month periods ended June 30, 2003,
selling, general and administrative expenses were constant at 32% compared to
31% and 32% for the comparable 2002 periods, respectively.

Research and development expenses for the second quarter
and the first six months of 2003 declined to $1,155 and $2,328 from $1,241 and
$2,490 in the comparable 2002 periods, respectively. This was due primarily to
reduced consulting expenses. As a percentage of sales for the three and six
months ended June 30, 2003, research and development expenses were 8% and 9%,
respectively, compared to 10% for the same periods of 2002.

Intercompany transactions between our parent company and
us include charges to our parent for management services provided by us, other
cash transfers and expenses paid on behalf of our parent.

Liquidity and Capital Resources

At June 30, 2003, our working capital increased 4% to
$17,123 compared to $16,428 reported at December 31, 2002.

Available bank borrowings were $6,100, all of which were
unused at June 30, 2003. We believe that cash from operations, together with
cash resources and available bank borrowings, will be sufficient to fund working
capital requirements for the next twelve months.

Critical Accounting Policies

A discussion of our critical accounting policies is set
forth in our 2002 Annual Report on Form 10-K, which was filed with the
Securities and Exchange Commission on March 3l, 2003. There were no material
changes in any of our critical accounting estimates or judgments during the
first six months of 2003.

Business Factors

Because of the variety of factors and uncertainties
affecting our operating results, past financial performance and historic trends
may not be a reliable indicator of future performance. These factors, as well as
other factors affecting our operating performance, may result in significant
volatility in our common stock price. Among the factors which could affect our
future business, financial condition or operating results are the following:

Our operating results may fluctuate.

We have experienced fluctuations in annual and quarterly
operating results and anticipate that these fluctuations will continue. These
fluctuations are caused by a number of factors, including the level and timing
of customer orders, fluctuations in purchases of complementary third party
products with which our products are sold, the mix of products sold and the
timing of operating expenditures. Our operating results have been, and could
continue to benegatively impacted by generally
adverse economic conditions throughout the high technology sector. In
particular, the relocation of our PSI-Tronix subsidiary may prove to be more
costly than anticipated or may not result in the expected benefits, and its
continuing decreases in sales due to the current market conditions in the
semiconductor industry could negatively effect our operating results.

The seasonality inherent in our business could cause our operating results
to fluctuate.

The industrial manufacturing equipment industry in which
we compete has historically been subject to seasonality. This is also true with
respect to European markets in which we compete where business activity declines
due to vacations taken in the summer months. This seasonality, combined with
other factors such as the variability in our operating results described above,
renders quarter-to-quarter comparisons of our results of operations unreliable
as indicators of our overall performance.

The market for our products is highly competitive.

The market for industrial sensors is highly competitive.
Many competitors have substantially greater name recognition and technical,
marketing and financial resources than we have. Competitive pressures could
reduce market acceptance of our products and result in price reductions,
decreased revenues and increases in expenses.

Our business could suffer if we do not respond to technological change and
new product development demands of our customers.

The market for our products is characterized by changing
technology, evolving industry standards, changes in customer needs and new
product introductions. Our future success will depend on our ability to enhance
current products, develop new products and respond to emerging industry
standards, all on a timely and cost-effective basis. The introduction of new
products also requires that we manage the transition from older products in
order to minimize disruption of customer orders, avoid excessive levels of older
product inventories and ensure that adequate supplies of new products can be
delivered to meet customer demands.

Our sales are dependent on indirect distribution channels.

A majority of our sales are through third party
distributors, system integrators and original equipment manufacturers. These
resellers are not required to offer our products exclusively. We cannot be
assured that a reseller will continue to offer our products. In addition many of
our resellers are privately owned firms which may not be well capitalized. If
our ability to sell products through these third parties is impaired, our
results of operations would likely suffer.

Our international sales are subject to risks.

Our international sales may be disrupted by currency
fluctuations or other events beyond our control, including political or
regulatory changes. If our international sales were disrupted for any reason,
our revenue levels would decline.

Our business could suffer if we are unable to protect and enforce our
intellectual property rights.

We rely on a combination of patent, trademark and trade
secret laws and contractual restrictions to establish and protect proprietary
rights in our products and services. There can be no assurance that our patents,
trademarks, or contractual arrangements or other steps taken by us to protect
our intellectual property will prove sufficient to prevent misappropriation of
our technology or defer independent third party development of similar
technologies. Moreover, there can be no assurance that the technology licenses
granted to us from our parent company will continue to be available. The loss of
any of our proprietary technology could require us to obtain technology of lower
quality or performance standards or at greater cost, which could materially
adversely affect our business, results of operations and financial condition.
Furthermore, the laws of certain foreign countries may

not protect our products, services or intellectual property
rights to the same extent as do the laws of the United States.



Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

For qualitative and quantitative disclosures about market
risks affecting us, see Item 7A "Quantitative Disclosure About Market Risk" of
our Annual Report on Form 10-K for the year ended December 31, 2002. Our
exposure to market risk has not changed materially since December 31,
2002.



Item 4. CONTROLS AND PROCEDURES.

(a)	As of the end of the period covered by this
quarterly report on Form 10-Q, our management evaluated, under the supervision
and with the participation of our officers performing the functions of Chief
Executive Officer and Chief Financial Officer, the effectiveness of our
disclosure controls and procedures. Based on this evaluation, our officers
performing the functions of Chief Executive Officer and Chief Financial Officer
have concluded that our disclosure controls and procedures are effective to
ensure that information we are required to disclose in reports that we file or
submit under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms.

(b) There was no change in our internal control over
financial reporting that occurred during the period covered by this quarterly
report on Form 10-Q that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Items 1 - 3, and 5 are not applicable for this
reporting period.



Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the Annual Meeting of shareholders held on May 22,
2003, the shareholders re-elected the following to the Board of Directors,
Anthony R. Lazzara: 9,503,440 shares for, Joseph J. Lazzara: 9,503,240 shares
for, James A. Lazzara: 9,502,715 shares for, James A. Ashford: 9,528,070 shares
for, Carl H. Frei: 9,539,339 shares for, Bernard L. Ploshay: 9,525,870 shares
for and Richard S. Baldwinson: 9,539,339 shares for.



Item 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) The following documents are filed as a part of this Report:



|Exhibit 3.1 -  | Articles of Incorporation, as amended, are incorporated by reference to the
Registrant's Form 10-K for the year ended December 31, 1988, Exhibit 3.1.
|-------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 3.3 -  | By-Laws are incorporated by reference to the Registrant's Form 10-K for the
year ended December 31, 1985, Exhibit 3.                                 
|Exhibit 4.1 -  | 1997 Employee Stock Purchase Plan is incorporated by reference to the
Registrant's Registration Statement on Form S-8 dated October 2, 1998.         
|Exhibit 4.2 -  | 1997 Stock Plan is incorporated by reference to the Registrant's Registration
Statement on Form S-8 dated October 2, 1998.                           
|Exhibit 24.1 - | Power of Attorney is incorporated by reference to the Registrant's Form 10-K
for the year ended December 31, 2002, Exhibit 24.1.                     
|Exhibit 31     | Section 302 Certification of Chief Executive and Chief Financial Officers                                                                            
|Exhibit 32     | Section 906 Certification of Chief Executive and Chief Financial Officers                                                                            

(b)    A Report on Form 8-K was filed on May 9, 2003 furnishing the First
Quarter Earnings Release of Scientific Technologies Incorporated to the
Securities and Exchange Commission.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

| | SCIENTIFIC TECHNOLOGIES INCORPORATED
            Registrant
| | -----------------------------------------------------------

|Date: August 13, 2003 |  | /s/Joseph J. Lazzara  
                  Joseph J. Lazzara
                  President and Chief Executive Officer
                  (Principal Executive Officer)
|--------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Date: August 13, 2003 |  | /s/ Richard O. Faria  
                  Richard O. Faria
                  Vice-President and Chief Financial Officer
                  (Principal Financial Officer)
|--------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

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